Rowan et al. v. Ontario Securities Commission 2012 ONCA 208
Securities Regulation - Regulatory commissions (incl. self-regulatory organizations) - Practice - Hearings - Costs
Rowan was an investment advisor with Watt Carmichael Inc. and a director of a publicly traded company (Biovail). The Ontario Securities Commission had before it eight allegations of wrongdoing by Rowan in relation to the handling of Biovail shares held in three trusts. In the merits decision, the Commission dismissed four allegations but made these findings against the appellants: (i) Rowan breached s. 107 of the Securities Act by failing to file insider reports in respect of trades in Biovail securities he executed in the accounts of the trusts; (ii) Rowan engaged in conduct contrary to the public interest by failing to disclose to Biovail the Biovail securities he held in certain trust accounts over which he exercised control or direction; (iii) Rowan engaged in conduct contrary to the public interest by trading in Biovail securities during blackout periods imposed by Biovail; and (iv) Watt Carmichael, Carmichael and McKenney failed to adequately supervise Rowan. In its penalty decision, the Commission imposed various sanctions against the appellants including administrative monetary penalties against Rowan, Carmichael and Watt Carmichael in the amounts of $520,000, $250,000 and $450,000 respectively. The appellants appealed.
The Ontario Divisional Court, in a decision reported at 272 O.A.C. 119, dismissed the appeal. The appellants appealed.
The Ontario Court of Appeal dismissed the appeals.